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FINANCIAL STREET PROPERTY CO., LIMITED 金融街物業股份有限公司 (A Joint Stock Company Incorporated in the People’S Republic of China with Limited Liability) (Stock Code: 1502)

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FINANCIAL STREET PROPERTY CO., LIMITED 金融街物業股份有限公司 (A Joint Stock Company Incorporated in the People’S Republic of China with Limited Liability) (Stock Code: 1502) THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION If you are in doubt as to any aspect of this circular or as to the action to be taken, you should consult your stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser. If you have sold or transferred all your shares in Financial Street Property Co., Limited, you should at once hand this circular to the purchaser or transferee or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee. Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this circular. FINANCIAL STREET PROPERTY CO., LIMITED 金融街物業股份有限公司 (A joint stock company incorporated in the People’s Republic of China with limited liability) (Stock Code: 1502) (1) REVISION OF ANNUAL CAPS FOR THE THREE YEARS ENDING 2022 IN RESPECT OF THE TRANSACTIONS UNDER THE PROPERTY MANAGEMENT SERVICES FRAMEWORK AGREEMENT (2) PROPOSED APPOINTMENT OF SUPERVISOR AND (3) NOTICE OF EXTRAORDINARY GENERAL MEETING Independent Financial Adviser to the Independent Board Committee and the Independent Shareholders Capitalised terms used on this cover page shall have the same meanings as those defined in the section headed “Definitions” in this circular. A letter from the Board is set out on pages 4 to 16 of this circular. A letter from the Independent Board Committee containing its recommendations on the proposed revision of annual caps for the three years ending 2022 in respect of the continuing connected transactions under the Property Management Services Framework Agreement is set out on page 17 of this circular. A letter from Founder Securities (Hong Kong) Capital Company Limited, the independent financial adviser on the proposed revision of annual caps for the three years ending 2022 in respect of the continuing connected transactions under the Property Management Services Framework Agreement, containing its advice to the Independent Board Committee and the Independent Shareholders is set out on pages 18 to 37 of this circular. A notice convening the EGM to be held at 2/F, Xihuan Plaza Tower 2, 1 Xizhimenwai Avenue, Xicheng District, Beijing, PRC on Monday, 7 December 2020 at 2:00 p.m. is set out on pages EGM-1 to EGM-2 of this circular. A proxy form for use at the EGM is also enclosed in this circular. Such proxy form is also published on the website of the Hong Kong Stock Exchange (www.hkexnews.hk) and the website of the Company (www.jrjlife.com). Shareholders who intend to appoint a proxy to attend the EGM shall complete and return the enclosed proxy form in accordance with the instructions printed thereon not less than 24 hours before the time fixed for holding the EGM or any adjournment thereof (as the case may be). Completion and return of the proxy form will not preclude you from attending and voting in person at the EGM or any adjourned meeting thereof if you so wish. 20 November 2020 CONTENTS Page DEFINITIONS ................................................... 1 LETTER FROM THE BOARD ...................................... 4 LETTER FROM THE INDEPENDENT BOARD COMMITTEE............ 17 LETTER FROM THE INDEPENDENT FINANCIAL ADVISER ........... 18 APPENDIX – GENERAL INFORMATION ........................ 38 NOTICE OF EGM ................................................ EGM-1 –i– DEFINITIONS In this circular, unless the context otherwise requires, the following expressions shall have the meanings set out below: “Annual Cap Revision” the proposed revision of the maximum annual fee payable by Financial Street Group and its associates to the Group for the three years ending 31 December 2022 in respect of the Property Management Services to be provided by the Group under the Property Management Services Framework Agreement, being RMB210 million, RMB247 million and RMB290 million, respectively “associate” has the meaning ascribed to it under the Listing Rules “Board” the board of Directors “Company” Financial Street Property Co., Limited (金融街物業股份 有限公司), formerly known as Beijing Financial Street Property Management Co., Ltd. (北京金融街物業管理有 限責任公司), established in the PRC on 20 May 1994 as a state and joint-stock jointly-owned enterprise (全民與 股份制聯營企業), converted to a limited liability company on 8 July 1999, and converted into a joint stock company with limited liability on 19 September 2019, the H Shares of which are listed on the main board of the Hong Kong Stock Exchange (stock code: 1502) “connected person” has the meaning ascribed to it under the Listing Rules “Director(s)” director(s) of the Company “Domestic Share(s)” ordinary share(s) issued by the Company, with a nominal value of RMB1.00 each, which are subscribed and paid for in RMB “EGM” the extraordinary general meeting of the Company to be convened to consider the revision of the annual caps for the three years ending 31 December 2022 in respect of the transactions under the Property Management Services Framework Agreement and to consider the appointment of a Supervisor “Financial Street Group” Beijing Financial Street Investment (Group) Co., Ltd. (北 京金融街投資(集團)有限公司), a state-owned enterprise incorporated in the PRC on 29 May 1996. As at the Latest Practicable Date, it indirectly holds 34.35% of the issued share capital in the Company through its wholly-owned subsidiary Huarong Zonghe –1– DEFINITIONS “Financial Street Holdings” Financial Street Holdings Co., Ltd. (金融街控股股份有限 公司), a company listed on Shenzhen Stock Exchange (stock code : 000402), established in the PRC with limited liability on 18 June 1996. As at the Latest Practicable Date, Financial Street Holdings was held as to 31.14% by Financial Street Group “GFA” gross floor area “Group” the Company and its subsidiaries “H Share(s)” H Share(s) of RMB1.00 each in the capital of the Company which is/are listed and traded on the Hong Kong Stock Exchange “H Shareholder(s)” holder(s) of H Shares “Hong Kong” the Hong Kong Special Administrative Region of the PRC “Hong Kong Stock Exchange” The Stock Exchange of Hong Kong Limited “Huarong Zonghe” Beijing Huarong Zonghe Investment Co., Ltd. (北京華融 綜合投資有限公司), formerly known as Beijing Huarong Zonghe Investment Company (北京華融綜合投資公司), a state-owned enterprise incorporated in the PRC on 9 July 1992 and wholly-owned by Financial Street Group, and as at the Latest Practicable Date holds 34.35% of the issued share capital in the Company “Independent Board Committee” the independent board committee of the Company comprising all three independent non-executive Directors constituted for the purpose of considering the Annual Cap Revision “Independent Financial Adviser” Founder Securities (Hong Kong) Capital Company Limited, a corporation licensed to carry out type 6 (advising on corporate finance) regulated activity under the SFO and the independent financial adviser appointed to advise the Independent Board Committee and the Independent Shareholders on the Annual Cap Revision “Independent Shareholders” Shareholders who are not due to their interests in the transactions required to abstain from voting on the resolution of the Annual Cap Revision –2– DEFINITIONS “Independent Third Party(ies)” any entity or person who is not a connected person of the Company within the meaning ascribed thereto under the Listing Rules “Latest Practicable Date” 16 November 2020, being the latest practicable date prior to the printing of this circular for ascertaining certain information referred to in this circular “Listing Rules” the Rules Governing the Listing of Securities on the Hong Kong Stock Exchange “PRC” the People’ s Republic of China, which for the purpose of this circular, does not include Hong Kong, the Macau Special Administrative Region and Taiwan “Property Management Services” property management services and related services “Property Management Services the services framework agreement dated 10 February Framework Agreement” 2020 (as supplemented by the supplemental agreement dated 10 June 2020) entered into between the Company and Financial Street Group “Prospectus” the prospectus of the Company dated 19 June 2020 “RMB” Renminbi, the lawful currency of the PRC “SFO” the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) “Share(s)” Domestic Share(s) and H Share(s) “Shareholder(s)” holder(s) of Share(s) “sq.m.” square metre(s) “Supervisor(s)” the supervisor(s) of the Company “%” per cent –3– LETTER FROM THE BOARD FINANCIAL STREET PROPERTY CO., LIMITED 金融街物業股份有限公司 (A joint stock company incorporated in the People’s Republic of China with limited liability) (Stock Code: 1502) Executive Directors: Registered Office in the PRC: Mr. Sun Jie (Chairman) Tongtai Building Ms. Xue Rui 33 Financial Street Xicheng District Non-executive Directors: Beijing Mr. Shen Mingsong PRC Mr. Zhou Peng Mr. Liang Jianping Principal place of business in the PRC: Mr. Jiang Rui 24/F, Xihuan Plaza Tower 2 1 Xizhimenwai Avenue Independent non-executive Directors: Xicheng District Mr. Song Baocheng Beijing Ms. Tong Yan PRC Ms. Lu Qing Principal Place of Business in Hong Kong: 46/F, Hopewell Centre 183 Queen’s Road East Wan Chai Hong Kong 20 November 2020 To the Shareholders: Dear Sir or Madam, (1) REVISION OF ANNUAL CAPS FOR THE THREE YEARS ENDING 2022 IN RESPECT
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